Avertix Merges With BIOS Acquisition Corporation

Avertix Medical Inc. is about to become a publicly-traded company on Nasdaq in light of its merger with BIOS Acquisition Corporation. The deal is expected to close in the second half this year.

The combined company, named Avertix Medical Inc., will have an enterprise value of approximately $195 million, and the combined company’s common stock will be listed on Nasdaq under the ticker symbol “AVRT.” The merger is expected to provide Avertix access to the necessary financial resources to expand commercially and to continue improving and developing its innovative product, equipping both patients and healthcare providers with tools that aim to provide peace of mind.
 
“Avertix is a company at the forefront of cardiovascular disease management,” BIOS CEO Ross Haghighat said. “We believe the combined company has the potential to not only improve patient outcomes but also save lives. Our shared mission is to transform the landscape of cardiovascular disease management, and we look forward to bringing this vision to fruition while generating significant value for our shareholders.”
 
Avertix is a medical technology company commercializing an implantable device for cardiovascular disease management. The Guardian System is the first and only U.S. Food and Drug Administration (FDA)-approved Class III implantable device designed to detect heart attacks in real-time, including silent and atypical symptomatic heart attacks, providing life-saving alerts to patients and healthcare professionals, according to the company. Avertix’s ALERTS clinical trial showed the Guardian System enables heart attack patients to seek urgent medical attention earlier than patients who relied only on symptoms.
 
“With its ability to detect early signs of a heart attack and alert patients and healthcare providers, the Guardian System has the potential to transform the approach to cardiac care and improve patient quality of life and outcomes,” Avertix President/CEO Tim Moran said. “We are thrilled to join forces with BIOS to accelerate the commercialization, adoption and continued development of the Guardian System. We look forward to leveraging BIOS’ expertise and resources to bring this technology to more patients worldwide.”

Moran is slated to lead the combined company.
 
According to the World Health Organization, cardiovascular diseases are the leading cause of death globally. The U.S. Centers for Disease Control and Prevention (CDC) also reports that heart disease is the leading cause of death, with more than 800,000 heart attacks annually. Approximately 25% of these heart attack survivors will experience a second heart attack within five years of their first.
 
According to the American Heart Association, as of 2018, the Guardian System is estimated to have a total addressable market of $2 billion in the United States. alone. Avertix has a strong intellectual property portfolio with more than 50 issued patents.
 
Upon the deal’s closing and assuming no redemptions by BIOS’ public shareholders, Avertix plans to retain up to approximately $239 million of cash held in the Trust Account on its balance sheet, which would provide financial flexibility and facilitate internal and external growth opportunities. BIOS’ public shareholders are expected to own approximately 50% of the outstanding shares of the combined company, with existing Avertix shareholders owning approximately 29%.
 
The merger has been approved by the boards of directors of Avertix and BIOS, and its completion is subject to customary closing conditions, including the approval of BIOS’ shareholders and the satisfaction or waiver of a $40 million minimum cash condition. 

Honigman LLP is acting as legal counsel to Avertix. Cooley LLP and Ellenoff Grossman & Schole LLP are acting as U.S. legal counsel to BIOS. Walkers (Cayman) LLP is acting as Cayman legal counsel to BIOS. LifeSci Capital LLC is acting as the fairness opinion provider to the board of directors of BIOS.
 
Avertix is a medical device company offering an FDA-approved Class III implantable device that can detect silent and atypical symptomatic heart attacks in real-time.  

BIOS Acquisition Corporation was formed to effect a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses. It is focused on identifying opportunities in the healthcare industry across the United States, European Union, Israel, and Australasia. BIOS Acquisition’s leadership and board differentially consists of recognized industry leaders, including CEOs, CFOs, COOs, CSOs, auditors, investors, bankers and experts covering all functional disciplines needed to maximize the value creation opportunity for a healthcare company. BIOS Acquisition Corporation brings more than 200 years of collective experience in: (1) identifying, developing and marketing value creating healthcare assets, (2) private and public company financing and deal-making, 3) audit and accounting, and 4) advisory and board experience.